FORTRESS INCOME FUND LIMITED - CAPITAL PRO \FORTRESS Finalisation Announcement Regarding The Scheme Of Arrangement In Respect Of The Capital Shares

Release Date: 12/11/2015 12:36
Code(s): FFA FFB CPF
 
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CAPITAL PRO \FORTRESS Finalisation Announcement Regarding The Scheme Of Arrangement In Respect Of The Capital Shares

CAPITAL PROPERTY FUND LIMITED                            FORTRESS INCOME FUND LIMITED
(previously Friedshelf 1497 Proprietary Limited)         (Incorporated in the Republic of South Africa)
(Incorporated in the Republic of South Africa)           (Registration number 2009/016487/06)
(Registration number 2013/226575/06)                     JSE share codes: FFA ISIN: ZAE000192787
JSE share code: CPF ISIN: ZAE000186821                                    FFB ISIN: ZAE000192795     
(Approved as a REIT by the JSE)                          (Approved as a REIT by the JSE)         
(“Capital”)                                              (“Fortress”)
                                                                             

FINALISATION ANNOUNCEMENT REGARDING THE SCHEME OF ARRANGEMENT IN RESPECT OF THE CAPITAL SHARES


Capital and Fortress shareholders are referred to the joint announcements released on SENS on Thursday,
16 July 2015, Wednesday, 19 August 2015, Monday, 28 September 2015, Wednesday, 7 October 2015 and
Wednesday, 28 October 2015 regarding, inter alia, the offer by Fortress to acquire all of the issued shares in
Capital that Fortress does not already own in exchange for Fortress A shares and Fortress B shares, by
scheme of arrangement in terms of section 114 of the Companies Act, 71 of 2008 between Capital and all of
its shareholders (the “Fortress scheme”), the specific repurchase of Fortress B shares and a general
authority to repurchase Fortress A shares pursuant to the implementation of the Fortress scheme.

The boards of Capital and Fortress are pleased to announce that all outstanding conditions precedent to the
Fortress scheme have now been fulfilled and the implementation of the Fortress scheme will take place in
accordance with the timetable set out below.

With effect from Monday, 30 November 2015 (the “scheme operative date”), all Capital shares held by
Capital shareholders will be transferred into the name of Fortress and Fortress will accordingly hold 100%
of the issued share capital of Capital. The listing of Capital shares on the JSE will be suspended with effect
from the commencement of trade on Monday, 23 November 2015 and terminated with effect from the
commencement of trade on Monday, 30 November 2015.

On the scheme operative date, Capital shareholders recorded in the Capital share register on Friday,
27 November 2015 (the “scheme consideration record date”) will, as consideration for the Capital shares
disposed of to Fortress pursuant to the Fortress scheme, receive 0.35 Fortress A ordinary shares and 0.35
Fortress B ordinary shares for every Capital share held on the scheme consideration record date (the
“Fortress scheme consideration”).
Salient dates and times

The salient dates and times in relation to the Fortress scheme are set out below.

                                                                                                     2015
 Finalisation date announcement released on SENS on                                 Thursday, 12 November
 Finalisation date announcement published in the press on                             Friday, 13 November
 Last day to trade in order to participate in the Fortress scheme and receive
 the Fortress scheme consideration                                                    Friday, 20 November
 Suspension of listing of Capital shares on the JSE at the commencement of
 trade on                                                                             Monday, 23 November
 Commencement of trade in Fortress A ordinary consideration shares and
 Fortress B ordinary consideration shares at the commencement of trade on             Monday, 23 November
 Scheme consideration record date by close of trade on                                Friday, 27 November
 Scheme operative date on                                                             Monday, 30 November
 Fortress scheme consideration posted to certificated Fortress scheme
 participants (provided their form of surrender and transfer and documents
 of title are received on or prior to 12:00 on the scheme consideration record
 date) on                                                                             Monday, 30 November
 Dematerialised scheme participants to have their accounts (held at their
 CSDP or broker) credited with the Fortress scheme consideration on                   Monday, 30 November
 Termination of listing of Capital shares on the JSE to take place at the
 commencement of trade on                                                             Monday, 30 November

Notes:
1.   All times given in this announcement are local times in South Africa.
2.   No dematerialisation or rematerialisation of Capital shares may take place after Friday,
     20 November 2015.

12 November 2015


Corporate advisor and sponsor
Java Capital

Date: 12/11/2015 12:36:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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